The Financial Accounting Standards Board (FASB) has released a written question-and-answer (Q&A) document discussing topics relevant to financial disclosure related to the COVID-19 pandemic. The guidance and responses provided in the Q&A should not be extrapolated to other facts and circumstances not specifically discussed. Continue reading "FASB Releases Q&A on the Application of the..." »

The staff of the SEC’s Division of Corporation Finance states that the Division is aware of logistical difficulties of submitting Forms 144 in paper given the ongoing impact of the COVID-19 pandemic. Given ongoing health and safety concerns related to COVID-19, the staff will not recommend enforcement action if Forms 144 filed in paper under Rules 101(b)(4) or 101(c)(6) of Regulation S-T are submitted via email in lieu of mailing or delivering the paper form to the SEC if the filer or submitter attaches a complete Form 144 as a PDF attachment to an email sent to PaperForms144@SEC.gov.
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The SEC reminds filers who have taken advantage of temporary relief measures regarding access to the EDGAR system that the required notarized authentication document must be submitted within 90 days of submitting the access application. This temporary relief (Temporary Final Rule 10(c)) was enacted because of the ongoing impacts of the COVID-19 pandemic which may have made it difficult for filers to obtain notarized documentation in a timely fashion.
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Starting with their first 10-Q filed for a fiscal period ending on or after June 15, accelerated filers will be required to submit interactive data using Inline XBRL. Included in this transition are requirements, adopted by the SEC in March 2019 as part of the FAST Act Modernization and Simplification of Regulation S-K, to tag additional information that is visible on the cover page of Form 10-Q, Form 10-K and Form 8-K.

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On May 4th, the SEC’s Division of Corporation Finance released information for filers related to disclosure requirements during the COVID-19 pandemic. Because this information relates to unique circumstances arising from COVID-19, the SEC is not including them within its Compliance and Disclosure Interpretations. The FAQs below may be supplemented or amended as the situation with the pandemic continues to evolve.
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On April 23rd, the SEC’s Division of Corporation Finance released a statement regarding the requirements for certain paper documents given the impacts of the COVID-19 pandemic. The staff of the division recognizes that submitting particular forms (with the exception of Forms 144) may be difficult in the current circumstances. Continue reading "SEC Statement Regarding Requirements for..." »

The SEC has announced that the Division of Investment Management is extending the EDGAR filing window on April 29, 2020 from 5:30 pm to 10:00 pm EDT. This extension applies to registered investment companies and business development companies. The extension is intended to help ameliorate the potential filing delays due to the ongoing impacts of the COVID-19 pandemic. Continue reading "EDGAR Filing Window Extension on April 29, 2020..." »

With the release of EDGAR 20.1.1, the Securities and Exchange Commission updated EDGAR to accept the US GAAP 2020 taxonomy among other new taxonomies. Even though previous taxonomies are still accepted by EDGAR, it’s always a good practice to transition your SEC filings as soon as possible after the SEC accepts the new taxonomy year.
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The SEC’s latest update to the published CUSIP database contained an internal formatting change that causes additional whitespace in the CUSIP data. This is in turn causing issues when users check CUSIPs using the tools available in Form 13F View. This problem will be resolved in our next update (currently scheduled for April 20). Until then, we are providing the following workaround for users.

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On April 3rd, the SEC released a statement concerning the importance of high-quality financial reporting given the significant impacts of the ongoing COVID-19 pandemic. Along with other divisions and offices of the SEC, the Office of the Chief Accountant (OCA) is closely monitoring the issues raised by COVID-19 on investors and global capital markets. The pandemic has presented a serious challenge with significant implications for financial reporting, national markets, and the US economy more generally.
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On March 25th, the SEC’s Division of Corporation Finance released Guidance Topic No, 9, which focuses on guidance for disclosure given the impacts of the ongoing coronavirus pandemic. This guidance provides the Division of Corporation Finance’s current views regarding disclosure and other securities law obligations that companies should consider in light of business and market disruptions. The Division of Corporation Finance reminds readers that this guidance is not a rule, regulation, or statement of the SEC. Like all staff guidance, the advice has no legal force or effect. It does not alter or amend applicable law, and it creates no new or additional obligations for any person.
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The SEC and its staff recognize that the COVID-19 public health crisis has presented challenges for some entities and individuals who require initial access to file through the EDGAR system, particularly those applicants who have experienced trouble obtaining notarization of the authorized signature on the Form ID application. This notarization process is required by Rule 10(b) of Regulation S-T.
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The SEC released an announcement concerning Form ID and difficulties with form notorization given the recent coronavirus pandemic and its impact on business. The SEC understands that the COVID-19 public health crisis is presenting challenges for some entities and individuals who are seeking initial access to file submissions through the EDGAR system. In particular, users are encountering trouble in meeting the notary requirement in the Form ID access application process. This problem with notary access is also affecting other EDGAR access processes that require notarization.
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On March 4th, the SEC announced that it will provide conditional regulatory relief for certain publicly traded company filing obligations under the federal securities laws due to the impact of the Coronavirus Disease 2019 (COVID-19). These impacts may present challenges for certain companies that are required to provide information to trading markets, shareholders, and the SEC. These companies may include US companies located in or companies with operations in affected areas.

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Staff at the Division of Economic and Risk Analysis (DERA) at the SEC have released an announcement regarding the use of certain XBRL elements for revenue disclosures. Filers that have adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) should be using the new elements related to this ASU to tag related revenue disclosures in their financial statements and notes. However, the staff has observed that filers instead are using outdated tags under the Accounting Standards Codification Topic 605, Revenue Recognition.

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